MATERIAL CONTRACTS

Exhibit 10.1

AMENDMENT IN ITS ENTIRETY TO
EMPLOYMENT AGREEMENT

     THIS AMENDMENT IN ITS ENTIRETY TO EMPLOYMENT AGREEMENT is made as of this 19th day of December, 2005, between MERCANTILE TRUST & SAVINGS BANK, 440 Maine Street, Quincy, Illinois, an Illinois banking corporation (“Bank”) and MERCANTILE BANCORP, INC., 440 Maine Street, Quincy, Illinois, a Delaware corporation (“Bancorp”) (Bank and Bancorp being herein collectively referred to as “Employer”) and DAN S. DUGAN, 1025 Evangeline East, Quincy, Illinois (“Employee”) (this “Amendment”).

     WHEREAS, Bank and Employee entered into an Employment Agreement dated June 15, 1987, which has been amended several times; and

     WHEREAS, the parties now wish to enter into this Amendment, which will amend and restate in its entirety the Employment Agreement dated June 15, 1987, as amended, so as to memorialize Employee’s present officer position with both Bank and Bancorp; and

     WHEREAS, the parties hereto desire to continue to provide for the continued employment of Employee with Employer on the terms and conditions stated below.

     NOW, THEREFORE, in consideration of the mutual undertakings of the parties hereto,

IT IS HEREBY AGREED as follows:

     1.     Employment

     (a) Employer hereby employs Employee as Chairman of the Board of Bank and as Chairman of the Board, CEO and President of Bancorp, or in such other executive or advisory capacity for Bank and Bancorp as may be assigned to him from time to time by the Board of Directors of each Bank and Bancorp. Employment under the Employment Agreement dated June 15, 1987, commenced on that date and will continue hereunder until December 31, 2007, unless earlier terminated as provided in paragraph 4 hereof. All duties or responsibilities hereunder taken or performed by Employee pursuant to this Agreement shall be subject to the direction,

supervision and control of the Board of Directors of each Bank and Bancorp.

     (b)     Employee hereby accepts employment with Bank and Bancorp in the capacities and for the period specified in paragraph 1(a) above and, while so employed, agrees to devote such of his time, skill, labor and attention to the affairs and business of Bank and Bancorp as may be necessary or desirable to assure the proper performance of his duties.

     2.      Direct Compensation

     (a)     Salary. Employer shall pay Employee a monthly salary determined by the Compensation Committee and Board of Directors of each Bank and Bancorp. In no event shall such salary be less than the monthly base salary paid by Employer during calendar year 1987.

     (b)     Incentive Bonus. In addition to the base salary as provided in paragraph 2(a) above, Employer shall pay Employee an annual incentive bonus in an amount determined by the Compensation Committee and Board of Directors of each Bank and Bancorp.

     (c)     Automobile. Employer shall provide Employee with an automobile.

     (d)     Membership. Employee is required to be a member of Quincy Country Club as a condition of his employment, and Employer agrees to pay the dues and assessment for such membership.

     (e)     Expenses. Employer shall reimburse Employee for reasonable business expenses incurred by Employee in the performance of his duties under this Agreement.

     3.      Employee Benefits

     During the term hereof, Employee shall be entitled to participate in all benefit plans and programs of Employer in which he is eligible to participate. Nothing herein is intended to or shall be deemed to be granted to Employee in lieu of any rights and privileges to which he may

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be entitled as an employee of Employer under any deferred profit sharing, insurance, hospitalization, vacation or other plans which may now be in effect or which may hereafter be adopted, it being understood that Employee shall have the same rights and privileges to participate in such plans and benefits as any other employee of Employer.

     4.      Termination of Agreement

     (a)     Disability. If, during the period of this Agreement, Employee comes under such physical or mental disability that he is unable to undertake his duties for a period of one hundred eighty (180) consecutive days, Employer may suspend this Agreement during the period of such disability by giving notice to Employee of its intention to suspend due to disability, except as provided below.

                (1)         This Agreement shall thereupon be suspended as of the end of the month in which such notice was given and shall continue until Employee is no longer suffering such disability. Evidence of such recovery shall be an opinion of Employee’s physician.

                (2)        If during any time of Employee’s disability that he is eligible for and is receiving disability income payments from the Employer’s disability income insurance carrier, such payments are less than sixty percent (60%) of the annual salary he was receiving immediately prior to his disability from Employer, Employer shall pay Employee an amount which,